SECURITIES and EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 11, 2003
KOGER EQUITY, INC.
(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation)
1-9997 59-2898045
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(Commission File Number) (IRS Employer Identification No.)
225 NE Mizner Blvd., Suite 200
Boca Raton, Florida 33432
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(Address of principal executive offices) (Zip Code)
(561) 395-9666
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(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets.
On September 11, 2003, Koger Equity, Inc. (the "Company") acquired the Rosemeade
Building and CIGNA Plaza (the "Properties") in Dallas, Texas for approximately
$33.2 million. The Properties are comprised of two office buildings which
contain approximately 280,000 square feet of rentable space. The Rosemeade
Building is located at the intersection of the George Bush Turnpike and the
Dallas North Tollway in the Far North Dallas submarket. CIGNA Plaza is located
at the intersection of State Highway 114 and the George Bush Turnpike, in Las
Colinas and adjacent to the Dallas/Ft. Worth International Airport. The funds
required for this acquisition were drawn from proceeds from the Company's recent
preferred stock issuance. The Properties were acquired from the State Teachers
Retirement System of Ohio, an unrelated third party.
The Company considered various factors in determining the price to be paid for
this acquisition. Factors considered included the nature of the tenants and
terms of leases in place, opportunities for alternative and new tenancies,
historical and expected cash flows, occupancy rates, current operating costs on
the Properties and anticipated changes therein under Company ownership, the
physical condition and location of the Properties, the need for capital
improvements, the anticipated effect on the Company's financial results, and
other factors. The Company took into consideration capitalization rates at which
it believed other comparable properties had recently sold. However, the Company
determined the price it was willing to pay primarily on the factors discussed
above relating to the Properties themselves and their fit into the Company's
existing operations. No separate independent appraisal was obtained in
connection with this acquisition. The Company intends to lease office space in
the Properties to tenants as it does the other office buildings contained in its
portfolio. A third party management company will manage the Properties.
Item 7. Financial Statements and Exhibits
Listed below are the financial statements, pro forma financial information and
exhibits, if any, filed as part of this report.
(a) Financial Statements of Real Estate Acquired.
The Company has engaged an independent accounting firm to
audit the Properties' Statement of Revenues and Certain
Expenses for the year ended December 31, 2002. This Statement
will be prepared in accordance with Rule 3-14 of Regulation
S-X of the Securities and Exchange Commission. Upon the
completion of the audit and within 75 days of the reportable
event described above, the Company will file the audited
Statement as an amendment to this Form 8-K.
(b) Pro Forma Financial Statements.
The Company is currently developing unaudited pro forma
financial statements including (i) the Company's pro forma
balance sheet as of December 31, 2002, as if the acquisition
occurred on December 31, 2002, (ii) the Company's pro forma
statement of operations for the year ended December 31, 2002,
as if the acquisition occurred on January 1, 2002, and (iii) a
pro forma statement of estimated taxable operating results and
estimated cash to be made available by operations of the
Company for the year ended December 31, 2002, as if the
acquisition occurred on January 1, 2002. Within 75 days of the
reportable event described above, the Company will file the
pro forma financial statements as an amendment to this Form
8-K.
(c) Exhibits.
Exhibit
Number Description of Exhibit
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99 Koger Equity, Inc. News Release, dated September
12, 2003.
Item 9. Regulation FD Disclosure
Koger Equity, Inc. announced the acquisition through an affiliated partnership
of the Rosemeade Building and CIGNA Plaza in Dallas, Texas. These properties
consist of two office buildings containing approximately 280,000 square feet and
were acquired for an approximate total purchase price of $33.2 million as more
particularly described in its News Release, dated September 12, 2003, a copy of
which is attached hereto as Exhibit 99 and by this reference made a part hereof.
For more information on Koger Equity, Inc., contact the company at 800-850-2037
or visit its Web site at www.koger.com.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
KOGER EQUITY, INC.
Dated: September 15, 2003 By: /s/ Steven A. Abney
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Steven A. Abney
Title: Vice President, Finance and
Chief Accounting Officer
(Principal Financial Officer)